Code No. 1662
June 2, 2015
Osamu Watanabe, President
Japan Petroleum Exploration Co., Ltd. (JAPEX)
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
To All Shareholders:

Notification of the Convocation to
the 45th Ordinary General Meeting of the Shareholders
The 45th Ordinary General Meeting of the Shareholders of Japan Petroleum Exploration Co., Ltd. (hereinafterreferred to as the “JAPEX”) will be held according to the details below, and we kindly ask for your attendance.
If you are unable to attend the meeting, you may exercise your voting rights through a written document (Voting
Rights Exercise Form) or by electronic means (via the Internet). Please read the attached “Reference Documents
for Shareholders Meeting,” and exercise your voting rights after referring to “4. Guidance on the Exercise of
Voting Rights” on the following page, prior to 5:35 p.m., Tuesday, June 23, 2015.
Thank you very much for your attention and cooperation.
Details:
1. Date and Time:
2. Location:
3. Agenda:
Announcements:

10:00 a.m., June 24, 2015 (Wednesday)
Station Conference Tokyo “Sapia Hall” (Sapia Tower 5F)
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
1) Business report and consolidated financial report of the 45th Term (from April 1,2014 to March 31, 2015), and audit reports from the accounting auditor and Boardof Corporate Auditors on the consolidated financial report2) Financial report of the 45th Term (from April 1, 2014 to March 31, 2015)

Resolution items:
Item 1:
Appropriation of Surplus
Item 2:
Amendments to the Articles of Incorporation
Item 3:
Election of Fourteen (14) Directors
Item 4:
Election of One (1) Corporate Auditor
Item 5:
Awarding Retirement Benefits and Condolence Money to Retiring Directors and Retiring
Corporate Auditor and Final Payment of Retirement Benefits in Conjunction with the
Abolishment of the Retirement Benefits System for Directors and Corporate Auditors
Item 6:
Revision to Remuneration for Directors and Corporate Auditors
Item 7:
Payment of Bonuses to Directors and Corporate Auditors

NOTE: This document is an abridged translation of the Japanese “Notification of the Convocation to the 45th
Ordinary General Meeting of the Shareholders” “Reference Documents for Shareholders Meeting” and“Financial Report” of JAPEX. This translation is intended for reference and convenience purposes only. In theevent of any discrepancy between this translation and the Japanese original, the original shall prevail. JAPEX
does not guarantee the accuracy and/or the completeness of this translation and shall have no liability for any
errors or omissions therein.

1

4. Guidance on the Exercise of Voting Rights[Exercise of Voting Rights in Writing (Voting Rights Exercise Form)]
Please indicate your approval or disapproval of each proposition on the enclosed Voting Rights Exercise
Form and then send it back so that it reaches us no later than 5:35 p.m., Tuesday, June 23, 2015.
[Exercise of Voting Rights by Electronic Means (via the Internet)](1) To exercise your voting rights via the Internet, you must use the following voting service website(http://www.it-soukai.com/) designated by the Company. You are cordially requested to exercise yourvoting rights via the Internet prior to 5:35 p.m., Tuesday, June 23, 2015.
(2) Please register your approval or disapproval of each proposition, by using the code and password provided
on your Voting Rights Exercise Form enclosed herewith and following the directions on the screen. Pleasecheck the “Guidance on the Exercise of Voting Rights via the Internet” shown on page 17 of this notice forthe details.
[Treatment of Voting Rights Exercised Repeatedly](1) If you exercise your voting rights both in writing and via the Internet, we will only accept the exercise ofyour voting rights via the Internet as valid.
(2) If you exercise your voting rights more than once via the Internet, we will only accept the last exercise ofyour voting rights as valid.
END*Upon your arrival at the Ordinary General Meeting of Shareholders, please submit the enclosed Voting Rights Exercise Formto the venue reception. Thank you.
*In case the Reference Documents for Shareholders Meeting, or business report, financial report or consolidated financial
report is modified, such modification shall be posted on the JAPEX website. (http://www.japex.co.jp/)2Reference Documents for Shareholders Meeting
Item 1: Appropriation of Surplus
JAPEX employs the basic policy of long-term, stable distribution of dividends in considering the retained
earnings for investment in new oil and gas reserves inside and outside Japan and the improvement andexpansion of supply infrastructure, etc., as well as respecting the return of profits to our shareholders.
The year-end dividends for the 45th term will be as follows:
Details Concerning the Year-End Dividends(1) Type of dividend property: Money(2) Distribution and total amount of dividend property:
25 yen per share of common stock
Total amount of dividends: 1,428,815,925 yen(3) Effective date of distribution of surplus: June 25, 2015
Item 2: Amendments to the Articles of Incorporation
1. Reasons for the Amendments
In order to ensure that Outside Directors and Outside Corporate Auditors will be able to fulfill their
expected roles and to facilitate the appointment of qualified individuals on a continuous basis, JAPEX
proposes to newly establish Article 30 (Limited Liability Agreement with Outside Directors) and Article 38(Limited Liability Agreement with Outside Corporate Auditors) in the existing Articles of Incorporation,
which enable the Company to enter into an agreement with each of the Outside Directors and Outside
Corporate Auditors to limit their liability as stipulated in Article 423, Paragraph 1 of the Companies Act, in
accordance with the provision of Article 427, Paragraph 1 of the Companies Act. Accordingly, the number of
relevant articles shall be adjusted.
Prior consent from all of its Corporate Auditors has been obtained with respect to the establishment of
Article 30 (Limited Liability Agreement with Outside Directors) in the existing Articles of Incorporation.
2. Details of the Amendments
The proposed amendments are described in the following comparison chart.
(The amended parts are underlined.)
Current Articles of Incorporation
Proposed Amendment(Limited Liability Agreement with Outside Directors)
Article 30. In accordance with the provision of Article(Newly established)
427, Paragraph 1, of the Companies Act, theCompany may enter into an agreement with each of
the Outside Directors, which limits their liability as
stipulated in Article 423, Paragraph 1, of theCompanies Act; provided, however, that the amountof liability under the agreement is limited to theamount provided by laws and regulations.
Article 30. (Number of Corporate Auditors) –Article 36. (Minutes of Meetings of the Board of
Corporate Auditors)(Omitted)

Article 31. (Number of Corporate Auditors) –Article 37. (Minutes of Meetings of the Board of
Corporate Auditors)(Same as current articles)(Newly established)(Limited Liability Agreement with Outside Corporate
Auditors)
Article 38. In accordance with the provision of Article
427, Paragraph 1, of the Companies Act, theCompany may enter into an agreement with each of
the Outside Corporate Auditors, which limits their
liability as stipulated in Article 423, Paragraph 1, of
the Companies Act; provided, however, that theamount of liability under the agreement is limited tothe amount provided by laws and regulations.

3Current Articles of Incorporation
Article 37. (Election of Accounting Auditor) –Article 43. (Statute of Limitation for Dividend
Payments)(Omitted)

Proposed Amendment
Article 39. (Election of Accounting Auditor) –Article 45. (Statute of Limitation for Dividend
Payments)(Same as current articles)

Item 3: Election of Fourteen (14) Directors
Director Kazuo Kawakami passed away in February 2015, and upon closing of this general meeting ofshareholders, the terms of office of all Directors of the Board Yuji Tanahashi, Osamu Watanabe, Shoichi Ishii,
Junichi Matsumoto, Mitsuru Saito, Nobuyuki Ogura, Kazuo Nakayama, Kiyoshi Ogino, Hitoshi Yamatoya,
Hikaru Fukasawa, Yosuke Higai, Shigeru Mitsuya, and Motofumi Hyodo will expire. We kindly ask ourshareholders to elect fourteen (14) Directors.
The candidates for Director are as listed below:
JAPEX
Name
Brief history, Position and responsibilities in JAPEX or
CandidatesharesNo.
(Date of birth)
Significant positions concurrently held
owned
April 1958 Joined The Ministry of International Trade and Industry(hereinafter referred to as the “MITI”)
June 1991
Vice Minister of International Trade and Industry
Aug. 1997 Chairman at New Energy Foundation
June 2001
President at JAPEX
Yuji Tanahashi June 2008
Chairman (up to the present date)
24,9001(October 13, 1934)<Significant positions concurrently held>
sharesDirector at Canada Oil Sands Co., Ltd.
Director at JAPEX Offshore, Ltd.
Outside Director at SMK Corporation
Outside Director at Seino Holdings Co., Ltd.
Outside Director at K&O Energy Group Inc.
April 1964 Joined MITI
July 1997
Vice Minister of International Trade and Industry
July 2002
Chairman at Japan External Trade Organization
June 2007
Executive Vice President at JAPEX
22,200Osamu Watanabe
2June 2008
President (up to the present date)(December 6, 1940)
shares<Significant positions concurrently held>
President at JAPEX Offshore, Ltd.
President at JAPEX Garraf Ltd.
Chairman at JAPEX Montney Ltd.
April 1973 Joined JAPEX
June 1999
General Manager of Corporate Planning Dept.
June 2003
Director, General Manager of Corporate Planning Dept.
June 2005
Managing Executive Officer, General Manager ofNagaoka Division Office
June 2006
Managing Director, General Manager of Nagaoka
5,300
Shoichi Ishii
3
Division Office(September 23, 1949)
sharesJune 2007
Managing Director
June 2011
Senior Managing Director
Nov. 2012 Senior Managing Director, President of Soma Project
Division
June 2014
Executive Vice President, President of Soma Project
Division (up to the present date)4

Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX or
Significant positions concurrently held
April 1977
May 2007
July 2008
June 20094

April 2010
Kiyoshi Ogino
June 2010(October 22, 1950)
June 2011
June 2012
June 2014

April 1975
April 2001
April 2003
June 2006
June 2008
5

Nobuyuki Ogura(May 14, 1952)

June 2010
June 2011
June 2012
Aug. 2012
June 2013

April 1973
June 2007
June 2009
Feb. 2010
June 2011
6

Kazuo Nakayama
June 2012(August 4, 1950)
June 2014

Joined JAPEX
General Manager of Second Project Dept., International
Oil & Gas Division
General Manager of First Project Dept., International Oil& Gas Division
Executive Officer, Vice President of Development
Division
Executive Officer, President of Development Division
Managing Executive Officer, President of Development
DivisionManaging Director, President of Domestic Project
DivisionManaging Director
Senior Managing Director (up to the present date)<Significant positions concurrently held>
Chairman at Japan Canada Oil Sands Ltd.
President at Canada Oil Sands Ltd.
Joined JAPEX
General Manager of Overseas Exploration Dept. II,
Exploration Division
General Manager of Overseas Exploration Dept.,
Exploration Division
Executive Officer
Managing Director, Vice President of Exploration
DivisionManaging Director, President of Exploration Division
Managing Director, President of Technical Division
Managing Director, President of Technical Division andPresident of Domestic Project Division
Managing Director, President of Technical Division
Senior Managing Director, President of Technical
Division and President of Environment and Innovative
Technology Projects Division (up to the present date)<Significant position concurrently held>
Director at JAPEX Offshore, Ltd.
Joined JAPEXManaging Executive Officer, Advisor to President of
Exploration Division
Managing Executive Officer, Vice President ofInternational Oil & Gas Division
Managing Executive Officer, Advisor to President of Iraq
Project Division
Managing Director, Vice President of Middle East, Africa& Europe Project Division
Managing Director, President of Middle East, Africa &Europe Project Division
Senior Managing Director, President of Middle East,
Africa & Europe Project Division (up to the present date)<Significant positions concurrently held>
Managing Director at JAPEX UK E&P LIMITEDManaging Director at JAPEX UK E&P CENTRALLIMITED
Director at JAPEX Garraf Ltd.
Director at JJI S & N B.V.

5

JAPEX
sharesowned

2,900
shares

3,600
shares2,300
sharesCandidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX or
Significant positions concurrently held
April 1979
Sep. 2004

7

8

9

Joined JAPEX
General Manager of Domestic Exploration Dept.,
Exploration Division
June 2009
Executive Officer, Advisor to President of Exploration
Division
March 2010 Executive Officer, General Manager of Nagaoka District
OfficeJune 2011
Executive Officer, General Manager of Nagaoka District
Office, Domestic Project Division
June 2012Managing Director, General Manager of Nagaoka
District Office, Domestic Project Division
Hikaru Fukasawa(December 21, 1954) June 2014
Managing Director, Vice President of Domestic Project
Division, General Manager of Operations Dept., and Vice
President of Soma Project DivisionSep. 2014
Managing Director, Vice President of Domestic Project
Division and Vice President of Soma Project DivisionNov. 2014 Managing Director, Vice President of Domestic Project
Division, Vice President of Soma Project Division andGeneral Manager of Pipeline Construction Dept.
Jan. 2015
Managing Director, Vice President of Domestic Project
Division and Vice President of Soma Project Division (upto the present date)
April 1978 Joined JAPEX
Sep. 2003
General Manager of Procurement Dept.
June 2007
General Manager of Administration Dept.
Yosuke Higai
June 2009
Executive Officer, General Manager of Administration(April 9, 1955)
Dept.
June 2010
Executive Officer
June 2012Managing Executive Officer
June 2013
Managing Director (up to the present date)
April 1977 Joined JAPEX
June 2003
Chief Representative of Jakarta Office
July 2008
General Manager of Second Project Dept., International
Oil & Gas Division
May 2009
General Manager of Kangean Project Dept.
June 2010
Executive Officer, Vice President of International Oil &Gas Division
June 2011
Executive Officer, Vice President of Asia & Oceania
Project Division
Shigeru Mitsuya June 2012Managing Executive Officer, Vice President of Asia &(April 15, 1953)
Oceania Project Division
June 2013
Managing Director, President of Asia & Oceania Project
Division (up to the present date)<Significant positions concurrently held>
President at JAPEX Block A Ltd.
President at JAPEX West Natuna Limited
President at Japan CBM Limited
Representative Director at Universe Gas & Oil Company,
Inc.
Director at Energi Mega Pratama Inc.

JAPEX
shares
owned

6

2,300
shares3,000
shares

1,200
sharesCandidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX or
Significant positions concurrently held
April 1977
June 2002
June 2004
Feb. 2005

10

July 2007
July 2008
Motofumi Hyodo June 2011
(January 1, 1953) Sep. 2011
June 2013
July 2013

Oct. 2013
June 2014
April 1979
Dec. 2005
June 2010
June 201111*

Yasuhiro Masui
May 2013(January 26, 1956)
June 2013

July 2013
April 1980
June 2005

12*

Kazuhiko Ozeki(January 19, 1957)

Feb. 2010
June 2010
June 2011
June 2013
Aug. 2013
Jan. 2014

Joined JAPEX
General Manager of Canada Project Dept., International
Oil & Gas Division
General Manager of Strategic Planning Dept.,
International Oil & Gas Division
General Manager of First Project Dept., International Oil& Gas Division
Deputy Representative of Jakarta Office
Chief Representative of Jakarta Office
Executive Officer, Chief Representative of Jakarta Office
Executive Officer, Vice President of Asia & Oceania
Project Division
Managing Executive Officer, Vice President of Asia &Oceania Project Division
Managing Executive Officer, Vice President of Asia &Oceania Project Division and General Manager ofBusiness Development Dept.
Managing Executive Officer, Vice President of Asia &Oceania Project Division
Managing Director (up to the present date)
Joined JAPEX
General Manager of Overseas Exploration Dept.,
Exploration Division
Executive Officer, Vice President of Exploration
Division
Executive Officer, Vice President of Americas & Russia
Project Division
Executive Officer, Vice President of Americas & Russia
Project Division and General Manager of Business
Development Dept.
Managing Executive Officer, Vice President of Americas& Russia Project Division and General Manager ofBusiness Development Dept.
Managing Executive Officer, Vice President of Americas& Russia Project Division (up to the present date)
Joined JAPEX
General Manager of Iraq Project Dept., International Oil& Gas Division
Vice President of Iraq Project Division
Executive Officer, Vice President of Iraq Project Division
Executive Officer, Advisor to President of Middle East,
Africa & Europe Project Division
Managing Executive Officer, Advisor to President ofMiddle East, Africa & Europe Project Division
Managing Executive Officer, Vice President of Middle
East, Africa & Europe Project Division
Managing Executive Officer (up to the present date)

7

JAPEX
sharesowned

200
shares700
shares800
sharesCandidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX or
Significant positions concurrently held
April 1965
June 1992
Sep. 1993
July 2000

13*

14*

Jan. 2001
Feb. 2002
Yoriko Kawaguchi
Sep. 2004(January 14, 1941)
Oct. 2005
Nov. 2013

Akira Kojima(July 18, 1942)

April 1965
May 1997
May 2000
May 2003
May 2004
July 2009
April 2011

Joined MITI
Deputy Director-General of MITIManaging Director at Suntory Ltd.
Minister of State and Director-General of Environment
AgencyMinister of the Environment
Minister of Foreign Affairs
Special Advisor to the Prime Minister
Member of the House of Councillors
Adjunct Professor at Meiji Institute for Global Affairs,
Meiji University (up to the present date)<Significant positions concurrently held>
Adjunct Professor at Meiji Institute for Global Affairs,
Meiji University
Outside Director at Toyota Tsusho Corporation
Joined Nikkei Inc.
Director and Chief Editor at Nikkei Inc.
Managing Director and Chief Editor at Nikkei Inc.
Senior Managing Director at Nikkei Inc.
Chairman at Japan Center for Economic Research
Adjunct Professor at National Graduate Institute for
Policy Studies
Member, Board of Trustees and Adjunct Professor at
National Graduate Institute for Policy Studies(up to the present date)<Significant positions concurrently held>
Member, Board of Trustees and Adjunct Professor at
National Graduate Institute for Policy Studies

JAPEX
sharesowned——(Notes) 1. The candidates noted with an asterisk are newly appointed candidates for Director.
2. Osamu Watanabe, a candidate, is concurrently serving as the Chairman of JAPEX Montney Ltd. Yasuhiro Masui,a candidate, will assume the position of President of this company. Kiyoshi Ogino, a candidate, is currently
serving as the Chairman of Japan Canada Oil Sands Ltd. JAPEX is providing debt guarantees to both of thesecompanies. Further, Mr. Watanabe is concurrently serving as the President of JAPEX Garraf Ltd., with which
JAPEX is engaged in crude oil transactions.
No significant interest-based relationship exists between other candidates for Director and JAPEX.
3. Yoriko Kawaguchi and Akira Kojima are candidates for Outside Director. We will submit to the Tokyo Stock
Exchange a report that we elected them as Independent Officers.
4. Yoriko Kawaguchi has been nominated as Outside Director, as JAPEX believes that she is a qualified candidate
for the position. We expect her to successfully facilitate the execution of our business through the supervision ofmanagement and the offering of wide-ranging proposals, based on her distinguished insights and extensive
experience as Minister of State and in other government positions, as well as her career in the private sector.
5. Akira Kojima has been nominated as Outside Director, as JAPEX believes that he is a qualified candidate for the
position. We expect him to successfully facilitate the execution of our business through the supervision ofmanagement and the offering of wide-ranging proposals, based on his distinguished insights and extensive
experience in business management at a newspaper publisher and others.
6. When Item 2 is approved and resolved as proposed and the elections of Yoriko Kawaguchi and Akira Kojima areapproved, JAPEX plans to enter into a limited liability agreement with each of them in accordance with theprovision of Article 427, Paragraph 1, of the Companies Act, to limit their liability as stipulated in Article 423,
Paragraph 1, of the Companies Act. The amount of liability under the agreement is limited to the amountprovided by laws and regulations.

8

Item 4: Election of One (1) Corporate Auditor
Upon closing of this general meeting of shareholders, the term of office of Corporate Auditor Masahiko
Kadotani will expire. We kindly ask our shareholders to elect one (1) Corporate Auditor.
The candidate for Corporate Auditor is as listed below.
The Board of Corporate Auditors consented to this proposal.
JAPEX
Name
Brief history, Position in JAPEX or
shares(Date of birth)
Significant positions concurrently held
owned
July 1969
Joined The Ministry of FinanceJuly 2002
Director-General of the National Tax Agency
April 2004 Professor at Graduate School of Finance, Accounting andLaw, Waseda University (up to the present date)
April 2004 Special Advisor at Nagashima Ohno & Tsunematsu (upHiroyasu Watanabe
to the present date)―(April 11, 1945)<Significant positions concurrently held>
Professor at Graduate School of Finance, Accounting andLaw, Waseda University
Special Advisor at Nagashima Ohno & Tsunematsu
Outside Corporate Auditor at NOMURA Co., Ltd.
Outside Corporate Auditor at Mitsui & Co., Ltd.
(Notes) 1. Hiroyasu Watanabe is a newly appointed candidate for Corporate Auditor.
2. No significant interest-based relationship exists between Hiroyasu Watanabe and JAPEX.
3. Hiroyasu Watanabe is a candidate for Outside Corporate Auditor. We will submit to the Tokyo Stock Exchange
a report that we elected him as an Independent Officer.
4. Hiroyasu Watanabe has considerable knowledge of finance and accounting gained through his career as anadministrator at the Ministry of Finance and other organizations and as a professor at a graduate school. Basedon his extensive experience and distinguished insight, he is in an objective position independent from thecorporate management engaged in business execution despite having no experience of being directly involved incorporate management. As we believe he will contribute significantly to the Company’s management as Outside
Corporate Auditor, he has been nominated as a candidate for the position.
5. When Item 2 is approved and resolved as proposed and the election of Hiroyasu Watanabe is approved, JAPEX
plans to enter into a limited liability agreement with him in accordance with the provision of Article 427,
Paragraph 1, of the Companies Act, to limit his liability as stipulated in Article 423, Paragraph 1, of theCompanies Act. The amount of liability under the agreement is limited to the amount provided by laws andregulations.

Item 5: Awarding Retirement Benefits and Condolence Money to Retiring Directors and Retiring
Corporate Auditor and Final Payment of Retirement Benefits in Conjunction with the
Abolishment of the Retirement Benefits System for Directors and Corporate Auditors
Upon closing of this general meeting of shareholders, Directors Junichi Matsumoto, Mitsuru Saito andHitoshi Yamatoya and Corporate Auditor Masahiko Kadotani will be retiring from their respective posts.
Furthermore, Director Kazuo Kawakami passed away in February 2015.
Therefore, retirement benefits and condolence money shall be awarded according to the standards specified
by JAPEX in recognition of services during their respective tenures. We kindly ask our shareholders to allow
deliberation by the Board of Directors with regard to the specific amount, period, and method of payment, etc.
for the retiring Directors, and consultation with the Corporate Auditors with regard to similar specific mattersfor the retiring Corporate Auditor.
Their brief histories are as follows:
Name
Brief history
June 2008
Managing Director
Senior Managing Director
Junichi Matsumoto June 2013
June 2014
Executive Vice President (up to the present date)June 2007
Managing Director
Mitsuru Saito
June 2013
Senior Managing Director (up to the present date)Hitoshi Yamatoya June 2010
Managing Director (up to the present date)
Masahiko Kadotani June 2003
Corporate Auditor (up to the present date)June 2007
Director
Kazuo Kawakami
Feb. 2015
Passed away
At our Board of Directors Meeting held on May 18, 2015, JAPEX resolved to abolish the retirement
benefits system for Directors and Corporate Auditors upon closing of this general meeting of shareholders, as
9part of a review of the remuneration scheme for Directors and Corporate Auditors.
Accordingly, JAPEX proposes to award retirement benefits as the final payment under this system pursuant
to the abolishment, according to the standards specified by JAPEX, to Directors Yuji Tanahashi, Osamu
Watanabe, Shoichi Ishii, Kiyoshi Ogino, Nobuyuki Ogura, Kazuo Nakayama, Hikaru Fukasawa, Yosuke
Higai, Shigeru Mitsuya and Motofumi Hyodo, who will be reelected subject to the approval and resolution of
Item 3 as proposed, and Corporate Auditors Nobuaki Moritani, Morio Ishizeki and Norio Nakajima, who are
currently in office, in recognition of services during their respective tenures until the closing of this general
meeting of shareholders.
The timing of such payment shall be at the time of retirement of each Director and Corporate Auditor. We
kindly ask our shareholders to allow deliberation by the Board of Directors with regard to the specific amount,method of payment, etc. for the above Directors, and consultation with the Corporate Auditors with regard tosimilar specific matters for the above Corporate Auditors.
The brief histories of Directors and Corporate Auditors subject to the final awarding of retirement benefits
due to the abolishment of the retirement benefits system are as follows:
Name
Brief history
June 2001
President
Yuji Tanahashi
June 2008
Chairman (up to the present date)June 2007
Executive Vice President
Osamu Watanabe
June 2008
President (up to the present date)June 2006
Managing Director
Shoichi Ishii
June 2011
Senior Managing Director
June 2014
Executive Vice President (up to the present date)June 2011
Managing Director
Kiyoshi Ogino
June 2014
Senior Managing Director (up to the present date)June 2008
Managing Director
Nobuyuki Ogura June 2013
Senior Managing Director (up to the present date)June 2011
Managing Director
Kazuo Nakayama
June 2014
Senior Managing Director (up to the present date)
Hikaru Fukasawa June 2012Managing Director (up to the present date)
Yosuke Higai
June 2013
Managing Director (up to the present date)
Shigeru Mitsuya June 2013
Managing Director (up to the present date)
Motofumi Hyodo June 2014
Managing Director (up to the present date)Nobuaki Moritani June 2013
Full-time Corporate Auditor (up to the present date)
Morio Ishizeki
June 2009
Full-time Corporate Auditor (up to the present date)
Norio Nakajima June 2014
Corporate Auditor (up to the present date)
Item 6: Revision to Remuneration for Directors and Corporate Auditors
The amount of remuneration for Directors of JAPEX was resolved at the 37th Ordinary General Meeting of
Shareholders held on June 25, 2007 to be within 40 million yen per month (within 1 million yen of that amountper month for Outside Directors) and that for Corporate Auditors was resolved at the 43rd Ordinary General
Meeting of Shareholders held on June 25, 2013 to be within 6 million yen per month. These amounts haveremained the same to date. However, JAPEX proposes to revise the amount of remuneration for Directors to
be within 50 million yen per month (within 3 million yen of that amount per month for Outside Directors) andthat for Corporate Auditors to be within 8 million yen per month, in view of the abolishment of the retirement
benefits system for Directors and Corporate Auditors and various other matters.
Remuneration for Directors shall not include the portion of remuneration as employees for Directors who
also serve as employees, as has been in the past.
The number of Directors is currently thirteen (13) (with no Outside Directors), and the number of Corporate
Auditors is currently four (4). When Items 3 and 4 are approved and resolved as proposed, the numbers will be
fourteen (14) (including two (2) Outside Directors) and four (4), respectively.
Item 7: Payment of Bonuses to Directors and Corporate Auditors
In view of the amounts paid in the past and the business performance of the fiscal year ended March 31,
2015, a total bonus amount of 98,799,000 yen (93,999,000 yen for Directors and 4,800,000 yen for Corporate
Auditors) will be paid to fourteen (14) Directors (one (1) Outside Director is not included) and five (5)Corporate Auditors tenured during the fiscal year ended March 31, 2015.

10

Consolidated Balance Sheet(As of March 31, 2015)(Unit: millions of yen)Accounting titles(Assets)
Current assets
Cash and deposits
Notes and accounts receivable-trade
Securities
Merchandise and finished goods
Work in process
Raw materials and supplies
Deferred tax assets
Short-term loans receivable
Other
Allowance for doubtful accounts
Non-current assets
Property, plant and equipment
Buildings and structures
Wells
Machinery, equipment and vehicles
Mineral resources
Land
Construction in progress
Other
Intangible assets
Other
Investments and other assets
Investment securities
Long-term loans receivable
Deferred tax assets
Net defined benefit asset
Other
Allowance for doubtful accounts
Allowance for overseas investment loss
Total assets

Amount198,492
92,95625,24845,605
4,551
250
7,488
1,088
13,8107,531(38)538,369
289,718
41,99730,737
22,83940,741
13,591132,122
7,687
9,949
9,949
238,701
187,926
17,172
4,009
462
32,494(47)(3,317)
736,862(Amounts truncated to millions of yen)

11

Accounting titles(Liabilities)
Current liabilities
Notes and accounts payable-trade
Short-term loans payable
Provision for directors’ bonuses
Other
Non-current liabilities
Long-term loans payable
Deferred tax liabilities
Provision for directors’ retirement
benefits
Net defined benefit liability
Asset retirement obligations
Other
Total liabilities(Net assets)
Shareholders’ equity
Capital stock
Retained earnings
Treasury shares
Accumulated other comprehensive
incomeValuation difference on
available-for-sale securities
Deferred gains or losses on hedges
Foreign currency translation
adjustment
Remeasurements of defined
benefit plans
Minority interests
Total net assets
Total liabilities and net assets

Amount112,868
6,728
50,809120
55,21083,346
20,72636,657874
3,534
17,475
4,077
196,214360,719
14,288346,441(10)
99,67886,174
3
12,980521
80,249540,647
736,862

Consolidated Statement of Income
From April 1, 2014
To March 31, 2015
(Unit: millions of yen)Accounting titles
Net sales
Cost of sales
Gross profit
Exploration expenses
Selling, general and administrative expenses
Operating income
Non-operating income
Interest income
Dividend income
Gain on sales of securities
Share of profit of entities accounted for using
equity method
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Loss on valuation of derivatives
Share issuance cost
Provision for overseas investment loss
Other
Ordinary income
Extraordinary income
Gain on sales of non-current assets
Subsidy income
Other
Extraordinary losses
Loss on retirement of non-current assets
Impairment loss
Other
Income before income taxes and minority interests
Income taxes-current
Income taxes-deferred
Income before minority interests
Minority interests in income
Net income(Amount truncated to millions of yen)

12

Amount304,911
234,649
70,262
4,489
33,62532,146
2,042
2,431
96
11,996
6,675
1,248
785
164
80
393
373

0
40
1
336
4,006
165
9,453
8,190

24,491

1,799
54,83942

4,507
50,373
17,64432,7293,161
29,567

Consolidated Statement of Changes in Equity
From April 1, 2014
To March 31, 2015
(Unit: millions of yen)
Shareholders’ equity

Balance at beginning ofcurrent period

Capitalstock

Retainedearnings

TreasurysharesTotalshareholders’ equity

14,288318,433(10)

332,71184,856

Cumulative effects ofchanges inaccounting policies
Restated balance

Accumulated other comprehensive income
Valuationdifferenceonavailablefor-salesecurities

1,297
14,288319,731

Deferred
gains orlosses onhedgesForeigncurrencytranslation
adjustment

(56)

5,166

RemeasureTotal
ments of accumulatedefineded other
benefitcomprehenplans
sive income(340)

89,624

Minority
Totalinterests net assets

74,5791,297(10)334,009496,915
1,297

84,856

(56)

5,166

(340)

89,62474,579498,213

Changes of items during
periodDividends of surplus(2,857)(2,857)(2,857)

Net income

29,56729,56729,567

Net changes of items
other thanshareholders’ equity
Total changes of items
during period
Balance at end ofcurrent period

1,318

60

7,813

861

10,054

5,670

15,724－

26,710－26,710

1,318

60

7,813

861

10,054

5,670

42,434

14,288346,441(10)

360,719

86,174

3

12,980521

99,67880,249540,647(Amount truncated to millions of yen)

13

Balance Sheet(As of March 31, 2015)(Unit: millions of yen)Accounting titles(Assets)
Current assets
Cash and deposits
Accounts receivable-trade
Securities
Merchandise and finished goods
Raw materials and supplies
Advance payments-trade
Prepaid expenses
Deferred tax assets
Accrued income
Short-term loans receivable
Short-term loans receivable fromsubsidiaries and associates
Accounts receivable-other
Advances paid
Other
Non-current assets
Property, plant and equipment
Buildings
Structures
Wells
Machinery and equipment
Vessels
VehiclesTools, furniture and fixtures
Land
Leased assets
Construction in progress
Wells in progress
Intangible assets
Leasehold right
Software
Other
Investments and other assets
Investment securities
Shares of subsidiaries and associates
Long-term loans receivable
Long-term loans receivable from
employees
Long-term loans receivable fromsubsidiaries and associates
Long-term prepaid expenses
Prepaid pension cost
Other
Allowance for doubtful accounts
Allowance for overseas investment loss

Total assets

Amount83,97916,834
14,95523,575
4,429
6,350
250
555
1,016
78
8,999
5,679
124
772
357
404,809
66,018
8,182
16,640868
15,4720
13
1,398
11,054
3,397
7,671
1,317
1,303
160
581
562
337,487
147,642
176,100
1,266
0
18,092
1,190
617
3,079
(16)
(10,485)

488,789(Amount truncated to millions of yen)

14

Accounting titles(Liabilities)
Current liabilities
Accounts payable-trade
Current portion of long-term loans payable
Lease obligations
Accounts payable-otherAccrued expenses
Income taxes payable
Advances received
Deposits received
Provision for directors’ bonuses
Provision for loss on construction
contracts
Asset retirement obligations
Other
Non-current liabilities
Long-term loans payable
Lease obligations
Deferred tax liabilities
Provision for retirement benefits
Provision for directors’ retirement
benefits
Provision for loss on business of
subsidiaries and associates
Asset retirement obligations
Other
Total liabilities(Net assets)
Shareholders’ equity
Capital stock
Retained earnings
Legal retained earnings
Other retained earnings
Reserve for overseas investment
loss
Reserve for mine prospecting
Reserve for special depreciation
Reserve for advanced
depreciation of non-current assets
Reserve for exploration
General reserve
Retained earnings brought
forwardTreasury shares
Valuation and translation
adjustments
Valuation difference on
available-for-sale securities
Total net assets
Total liabilities and net assets

Amount29,411
3,608
10,228
440
4,152
6,822
1,460
2,198
130
102
140
96
29
65,941
16,4203,146
31,399
3,457
796
219
10,342
158
95,352

307,270
14,288292,992
3,572
289,420
5,255
21,455498
218
47,246
171,600
43,144(10)
86,167
86,167393,437
488,789

Statement of Income
From April 1, 2014
To March 31, 2015
(Unit: millions of yen)Accounting titles
Net sales
Cost of sales
Gross profit
Exploration expenses
Selling, general and administrative expenses
Operating income
Non-operating income
Interest income
Interest on securities
Dividend income
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Loss on valuation of shares of subsidiaries andassociates
Provision for overseas investment loss
Loss on valuation of derivatives
Other
Ordinary income
Extraordinary income
Gain on dividends of residual property
Gain on sales of non-current assets
Extraordinary loss
Loss on retirement of non-current assets
Impairment loss
Income before income taxes
Income taxes-current
Income taxes-deferred
Net income

Amount227,251
179,353
47,8983,273
24,65019,973
1,431
46
14,4792,121974

19,054

152
5,187
6,628
164
334

0
0
280
18
4,457
1,716

(Amount truncated to millions of yen)

15

12,467
26,5600298
26,262
6,173
20,088

Statement of Changes in Equity
From April 1, 2014
To March 31, 2015
(Unit: millions of yen)

21,684－219

47,246 171,600

24,941

274,463

1,297

1,297

1,297

3,572

5,199

21,684－219

47,246 171,600

26,239275,761(10) 290,039

142

(142)

－

－

(86)

86

－

－

6,308

(6,308)－－(6,537)

6,537

－

－

(498)

－

－

(5)

－

－

498
5

－

55

(228)

498

(0)

3,572

5,255

21,455

498

218

－

Valuation difference on
Total valuation andavailable-for-sale securities translation adjustments
84,846
84,846

6－－(2,857)20,088(2,857)20,088－16,905

17,230－47,246 171,600

43,144292,992(10) 307,270

Total net assets
373,587
1,297

84,846

84,846374,885
－
－
－
－
－
－
－
(2,857)20,088

1,320

1,320

1,320

1,320

1,320

18,551

86,167

86,167393,437(Amounts truncated to millions of yen)

16(10) 288,741(2,857)20,088(6)

Valuation and translation adjustments
Balance at the end of current period
Cumulative effects of changes inaccounting policies
Restated balance
Changes of items during the period
Provision of reserve for overseas
investment loss
Reversal of reserve for overseas
investment loss
Provision of reserve formine prospecting
Reversal of reserve formine prospecting
Provision of reserve for special
depreciation
Provision of reserve for advanced
depreciation of non-current asset
Reversal of reserve for advanced
depreciation of non-current assets
Dividends from surplus
Net income
Net changes of items other thanshareholders’ equity
Total changes of items during theperiodBalance at the end of current period

Total shareholders’equityTotal retained
earnings

5,199

Treasury shares

Retainedearnings
brought forward

3,572

General reserve

Reserve foroverseas
investment loss
Reserve formine
prospecting
Reserve for
specialdepreciation
Reserve foradvanceddepreciation of
non-current
assetsReserve for
exploration

Balance at beginning of current period 14,288
Cumulative effects of changes inaccounting policies
14,288
Restated balance
Changes of items during period
Provision of reserve for overseas
investment loss
Reversal of reserve for overseas
investment loss
Provision of reserve formine prospecting
Reversal of reserve formine prospecting
Provision of reserve for special
depreciation
Provision of reserve for advanced
depreciation of non-current asset
Reversal of reserve for advanced
depreciation of non-current assets
Dividends of surplus
Net income
Net changes of items other thanshareholders’ equity
Total changes of items－
during period
14,288
Balance at end of current period

Legal retained
earnings

Capital Stock

Shareholders’ equity
Retained earnings
Other retained earnings

17,230Guidance on the Exercise of Voting Rights via the Internet
1. Matters to be acknowledged when exercising voting rights via the Internet
When exercising voting rights via the Internet, please acknowledge the following matters before exercising
the rights.
(1) Exercise of voting rights via the Internet is only possible by accessing the website (see URL shown below)
designated by the Company for the purpose of exercising voting rights. Please note that a code for the
exercise of voting rights and a password provided on your Voting Rights Exercise Form enclosed with theconvocation notice are necessary for exercising voting rights via the Internet.
(2) The code for the exercise of voting rights and password provided this time are effective only for this General
Meeting of Shareholders. For the next General Meeting, a new code and a password will be issued.
(3) If you exercise your voting rights both in writing and via the Internet, we will only accept the exercise ofyour voting rights via the Internet as valid.
(4) If you exercise your voting rights more than once via the Internet, we will only accept the last exercise ofyour voting rights as valid.
(5) Any access charge to be paid to a service provider, communication charge to telecommunications carriers, orother costs relating to the Internet shall be borne by shareholders.
2. Instructions for exercising voting rights via the Internet(1) Access http://www.it-soukai.com/.
(2) Enter your code for the exercise of voting rights and password, and click the “Login” button.
The code for the exercise of voting rights and password are provided on your Voting Rights Exercise Form
enclosed with the convocation notice.
(3) Exercise your voting rights by following the guidance on the screen and registering your approval ordisapproval of each proposition prior to 5:35 p.m., Tuesday, June 23, 2015.
3. Security
You may exercise your voting rights safely due to the encryption technology (SSL 128 bit) used to protect
your voting information from being tampered with or stolen.
The code for the exercise of voting rights and password provided on your Voting Rights Exercise Form areimportant to verify that the person voting is a genuine shareholder. Please maintain them as strictly confidential.
In no event will the Company ask you your password.
4. Inquiries
If you have any questions about the exercise of voting rights via the Internet, please contact the transfer agent,
Stock Transfer Agency Department of Mizuho Trust & Banking Co., Ltd. (see below)(1) For exclusive inquiries about how to exercise your voting rights via the Internet, etc.
Phone: 0120-768-524 (toll free)
Hours: 9:00 a.m. to 9:00 p.m., excluding Saturdays, Sundays and national holidays(2) For inquiries other than those above (1).
Phone: 0120-288-324 (toll free)
Hours: 9:00 a.m. to 5:00 p.m., excluding Saturdays, Sundays and national holidays[To Institutional Investors]
Institutional investors may use the electronic platform for the exercise of voting rights operated by ICJ Inc. if you
apply in advance.
###

17